Dark Winx
by entilza
Summary: What happens when the Winx girls summon a different version of the Seal of Oricalcos? Slight YuGiOh crosover.
1. Default Chapter

**Dark Winx**

I do not own Winx Club or Yu-Gi-Oh.

Prologue:

Classes had ended for the day and Bloom and the rest of the Winx Club were in the Alfea library.

"So what are we looking for here exactly?" Stella asked in a voice that plainly said she was bored.

"A book I heard about that supposedly contains spells to enhance our powers," Bloom replied. She was looking through the oldest spell books in the library.

"It would help if we knew the title," Techna replied.

"I know but I don't know it. All I know is that it might help me find the source of my power."

Suddenly Musa came running up.

"Yo Bloom, this it?" She asked, holding up a book with a double circle design on the cover. Symbols were set between the layers. In the smaller circle was a design that looked like a six pointed star. The points on the sides were shorter than the ones at the top and bottom.

"Yes, you're the best Musa!" Bloom praised.

"Well, now that we've found Bloom's precious super power book, can we go back to the room now? I really need to decide what I'm going to wear tomorrow," Stella whined.

"All right Stella," Bloom replied with both excitement and annoyance in her voice. She took the book from Musa and they returned to their rooms.

"So Bloom, what's this book supposed to be about?" Questioned Techna when the girls had all taken a seat. Stella was going through her closet but was paying attention.

"Look here girls," Bloom said. She was pointing to a picture of the circle on the cover but there was also a passage. "This passage tells about a force of magic to strong, it can make whoever wields it invincible. Imagine what we could to with that. We would never have to worry about the witches again. So, are you girls interested?"

"You bet," Musa replied. "So, what's this thing called?"

"The Seal of Oricalcos," Bloom replied.

A/N: SO, what do you think? It's my first fic so be nice.


	2. Opening The Seal

**Chapter 1: Opening The Seal**

But first, my own character for this fic.

**Rebecca: Fairy of Shadow: **Rebecca is a freshman at Alfea. She is a friendly girl unless you tease her. She has jet black hair that reaches midway down her back with three blood red streaks. Her eyes are deep blue,and she wears black eyeshadow and black lipstick.She dresses in a red halter top and black jeans and has her left ear pierced. Her powers allow her to merge into shadows and glide from one patch of darkness to another. She can also absorb light and create areas of complete darkness. She is often avoided because the other Alfea girls think she's part witch.

The Seal of what?" Musa asked.

The Seal of Oricalcos. From what I've read it one of the oldest magical forces in existence. If we can access its power, we could ace every test we ever take." Bloom replied. "Not to mention not having to worry about the witches."

"Well I'm on onboard," Stella said. "If this thing's as powerful as bloom says, I may finally get to create that new shade of pink I've been dreaming about."

"And I could grow more plants," Flora added.

"I could create more advanced technology," added Techna.

"And I could create music like none anyone's ever seen!" Musa cheered.

"We're with you Bloom," they sad together.

"Thanks everyone. You're the best. All right now, let's get to work. There are a lot of ingredients we've got to collect. Techna, you're in charge of finding them. Flora can yougrow any herbs we'll need?"

"Of course," she replied.

"Stella, Musa and I have a special job."

"What do you mean special?" Stella asked.

"According to what I read, we need six fairies to summon the seal and there are only five of us," Bloom stated. "So that means we have to find a sixth member for the Winx Club."

"All right, let's get to work then," Stella ordered with a rarely seen enthusiasm.

"What's gotten into you Stella, you're never this energetic," Musa exclaimed.

"If we can summon this Seal of whatever, I can create a whole chain of designer cloths."

"I knew it had something to do with fashion."

"Please, what doesn't have to do with fashion?"

"Ok that's enough of that. We've got things to do." Bloom said. "So let's get to work everyone."

The next day the Winx girls asked around about who might be interested in boosting their powers. Bloom has said that they couldn't mention the Seal so they were careful. They got plenty of volunteers. They asked Bloom and she made the final selection after many interviews (in the Winx girls' room to avoid the notice of Ms. G.)

"So Bloom, have you made your final selection yet?" Techna asked. They had to have interviewed at least thirty girls.

"Uh-huh. I've finally got our girl. Rebecca." The other girls looked at Bloom in Shock.

"Rebecca! Why would you choose that weirdo?" Stella asked. "I mean, she's strange, not to mention she has absolutely no fashion sense."

"This isn't about fashion Stella. I've talked with Rebecca a few times and she's exactly the kind of girl we need. She wants to improve her powers and she wants to make friends."

"Ok Bloom, I guess you know best."

"Great. Techna and Flora, do you have all the ingredients?" The girls nodded and handed Bloom a large bag.

"Excellent. I told Rebecca to come here after lights out. Since she can move through shadows she'll have no trouble getting here. Before she does though, we need to get the potion ready. Flora, that's your job. Techna, I need a copy of the seal drawn on the floor of the common room. When you're done we pour the potion on the seal to activate the summoning."

"All right, I'm on it," she said as she left.

"Ok, now all we need to do is wait." Bloom said.

Five yours later, it was time for bed. But not for the Winx girls. They were busy. Techna had finished the drawing of the seal and Flora had the potion ready. They were starting to paint the seal with it when one of the shadows moved, causing Stella to jump and give a shriek. Rebecca glided out of the darkness and smiled at the girls.

"Hey everyone. Sorry for the scare. I couldn't resist," she giggled. Stella looked annoyed.

"You could have ruined our work," she said, pointing at the girls painting the seal.

"Sorry again. So are we ready?" She asked, clearly anxious.

"We are now," Techna replied, applying the last of the potion to the seal, which began glowing a faint green.

"Ok, everyone pick a point of the star and stand on it," Bloom said, walking to the topmost point with the book in her hands. Rebecca chose the bottom point and the rest of the girls took the middle points.

"Now everyone, call out your Winx," Bloom ordered.

Everyone transformed. Rebecca's Winx form consisted of a black top the same shape as Blooms' and a black skirt.

"Great Seal, I call upon you. Infuse us with your ancient magical energies and make us unstopable. Make up the most powerful magical warriors we can be!" Chanted Bloom. As she chanted the seal began to glow brighter. The energy suddenly rose up, forming a wall around the girls. Then the girls felt it, an immense force flooding into their bodies. They could feel their power increasing.

"This is amazing Bloom!" Stella exclaimed.

"I've never felt power this strong," said Techna. Then each girl felt a painful burning sensation on their forehead. As they gazed at each other, they saw a small version of the seal appear on their foreheads. At the same moment the girls' eyes developed red streaks. They each felt as if they were the most powerful being in the universe.

Then the seal stopped glowing and vanished. The girls fell to their knees.

"Man that was intense," Bloom said.

"Yeah, but man I never felt that much power in me before," Musa replied. The other girls nodded in agreement. Then they noticed that they still had the mini-seals on their foreheads. They started to vanish slowly until they were gone.

"Man, I'm beat. I'm gonna go to beg," Musa announced. The other girls got up to go as well. Rebecca walked over to Bloom.

"Thank you Bloom for including me in this. I think I finally have some real friends," she said. Bloom took hr hand and got up.

"We'll always be there for you Rebecca," she said. "You should go back to your room before Ms. Grizelda catches you here."

"You're right. Well I'll see ya tomorrow Bloom. Thanks again," she said as she sank into the darkness. Bloom then fallowed the other girls' example and got into bed.

"I wonder when we'll start to get our new powers," she thought to herself as she drifted off to sleep, wondering what tomorrow would bring.

**What will happen next I wonder. Will the Winx girls get their new powers? Will the witches try to take them? Two reviews and I'll post the next chapter. Until then. **


	3. A Change

**Chapter 2: A Change**

Ok I got tired of waiting.

When the Winx girls woke up the next morning they were full of energy. The seal had already begun to work its magic. They each felt much stronger that they ever had before.

"Hey Bloom, I think that Seal thing's starting to work," Stella said. "I actually managed to get out of bed in less then ten minutes."

"That's good news Stella, but I think the real surprises will happen in our classes. With this power boost, we'll all be getting straight A's before long. Well let's go, classes start in fifteen minutes."

Blooms first class was archery. Targets were set up across a grass field. Students would take turns using their Winx to hit them. When Blooms turn came she stepped up confident. She had never had very good accuracy, but with the power of the Oricalcos with her, she was phenomenal. Her fire attacks burned through target after target cleanly. The other girls were speechless. The teacher came up to Bloom.

"Ms. Bloom you have showed remarkable improvement. How id you become so skilled so quickly?"

"Just practice I guess. Oh, and I found a spell to increase my Winx, that's probably it," she replied.

"Well keep up the good work Bloom." Bloom smiled as she walked away. This was going great! She hadn't even been trying.

Later that day during the free period, Sasha, the most popular fairy at Alfea, sauntered up to Bloom.

"Well well, hello Bloom. I heard about your little demonstration today in archery class. You must think you're pretty hot after that stunt."

"Hey, I was just doing my best!" Bloom retorted. Sasha reminded her of the girl who used to tease her back in Gardinia.

"Well, you've become the talk of the school. If you keep this up you just might become as popular as me, and that is something I cannot allow. So I challenge you to a Winx Battle Showdown after class today. That is if you think you're even in my league," she taunted.

Bloom started to get very angry. Ever since they had summoned the seal she'd been getting more and more irritable.

"All right Sasha you're on. I just hope you're ready to be humiliated when I totally clobber you."

"You don't stand a chance against me, but I suppose I'll have to teach you that lesson the hard way," Sasha said as she walked away, leaving a steaming Bloom behind.

A few hours later, the battle arena at Alfea was nearly full. Mrs. Faragonda and the rest of the teachers had even decided to attend.

"Well, it seems like we have a very popular match today," Mrs. Faragonda remarked.

"I suppose it's at least more productive than them lounging around," Ms. Grizelda admitted. She always seemed to have something to complain about.

"You should really learn to relax Grizelda."

"If I did that the students would have a chance to get out of line."

Ms. Faragonda was about to say that Ms. G. had no sense of humor when a bell rang signaling the start of the match.

"Welcome Alfea students and teachers to today's Winx Battle Showdown. Toda we'll have Sasha of Crimson Skyland vs. Bloom of Earth and Sparx. Let's get this match started," the announcer yelled over the cheering of the audience.

"Well Bloom, now I can finally do what I've always wanted to do to you, she said, changing into her Winx mode. She was dressed on a one piece suit like Techna's except it was crimson red and had to helmet. She also had two pairs of wings instead of Techna's wire things.

"Oh I think you're the one who's going to be afraid in a minute," Bloom replied as she transformed. She kept the majority of her Oricalcos power in check.

"Yes we will. Take this! Crimson tempest!" She yelled, creating a horde of tiny meteorites that flew at Bloom. She flew up and dodged them.

"My turn," she said. "Fireball Assault." Five fireballs flew towards Sasha who blocked with a barrier.

"Please is that all you have," Sasha mocked. Bloom felt her anger rising.

"No, but this is. Fire Wall!" A wall of searing hot flames swept across the field, singing the grass. Sasha used another barrier, but she was breathing a bit hard after that attack.

"Well, another failed attack by the girl who thinks she's all that. You know what? If everyone from Sparx was as pathetic as you, I'm glad that miserable rock was destroyed."

That got under Blooms skin. She knew she was from Sparx and that her family had been killed in the attack. She also knew that she had been happy on Sparx. In her dreams she was always surrounded by joy and happiness, and now Sasha was telling her that she was glad everyone Bloom had known was dead! That was it! It was time for the Oricalcos.

"You'll pay for that," Bloom said in a voice she barely recognized as her own. It was filled with the same anger and hatred she head in the Witches voices. Sasha hesitated for a moment, stunned by the anger in Blooms' voice. Then something happened. A circle appeared above Bloom. It slowly started spinning and descended. As it passed through Bloom her outfit changed. Her top became pitch black with red lining and her skirt grew a bit longer and turned the same colors. A smaller version of the circle appeared on her head, and her eyes grew darker and red streaks appeared in them (think Mye from the latest episodes of Yu-Gi-Oh.) "Now the fun can really begin," she stated in her new, evil voice.

"My," Ms. Faragonda said from the stands. "Blooms' power just went through the roof. It must have something to do with that circle she summoned. I'll have to ask her about it after the match."

Back in the battle, Bloom zoomed towards Sasha at incredible speed. Sasha didn't even have time to move before Bloom nailed her in the stomach with a flaming fist. When she doubled over Bloom hit her in the back of the neck with an elbow. She fell to the ground but got back up.

"There is no way I'm going to lose to a worthless trash fairy like you," she yelled, sending a blast of Scarlet lightning towards Bloom. She didn't even move. The lightning struck her but bounced off. "What!" Sasha blurted.

"That tickled, but this wont," Bloom said in a voice that suggested she was enjoying hurting her opponent. "Atonics Flame!" She called out and a huge blast of blue and Black flames leapt out of her outstretched hands. Sasha's barrier didn't do anything. The flames pierced it and swirled around Sasha. Her screams of pain were pleasure to Blooms' ears. Soon Sasha lay on the ground, burnt and helpless. Bloom casually walked over to her and grabbed her by the hair. Bringing her face inches from her own, Bloom looked right into hr eyes, seeing fear and anger there.

"If you ever say anything like that about Sparx again Sasha, I won't be as merciful as I was this time," she said, then dropped Sasha like a bag of potatoes and sauntered away.

After she left the arena, Ms. Grizelda walked up to Bloom with a scowl on her face as usual.

"Ms. Faragonda would like to see you in her office Bloom. Now," she added when Bloom began to walk away.

Bloom obeyed and headed for the Headmistresses office. On the way she thought about the match against Sasha. She's never acted like that before. She had enjoyed inflicting pain of Sasha. That was something a witch would do, but not her.

"Still, it did feel good in a way," she thought to herself as she entered Ms. Faragona's office.

**What's happening to Bloom? Will the other girls begin acting like her? Find out in the next chapter of Dark Winx. **


	4. New Blood

**Chapter 3: New Blood**

Meet the next set of girls to receive the power of the Oricalcos:

**Serina: Fairy of Ice: **Serina is a fairy version of Icy the witch. She can do the same types of attacks Icy uses and she can also create barriers with ice. She is a very friendly and cheerful girl and is always trying her best to make everyone around her feel happy. She is a bit taller than Bloom and dresses in a turquoise v-neck shirt and short light blue shorts. Her hair is light blue as well as well and reached down to her waist. Her eyes are blue-green and she wears a golden locket around her neck. Her Winx form is an Ice-Blue top and a blue and white skirt.

**Wendy: Fairy of Steel: **Wendy is a very unusual fairy. Her Winx form is a suit of armor (think Valin from Yu-Gi-Oh). She flies with a pair of metal wings. Her attacks all use a combination of technology and Winx. She can use her armor to do practically any type of attack. She is the same height as Musa and dresses in a purple shirt and light blue pants. Her hair is brown, straight and reaches down to her shoulders. Her eyes are brown and she wears a techno-bracelet just like Techna's, who happens to be her best friend. She is always logical and never seems to loose her cool.

**Laura: Fairy of the Moon: **Laura is a very kind girl but is also mysterious. She has hair a shade of blue so light it is almost white and reached down to her thighs. Her eyes are a deeper shade of blue. She is always trying to understand the feelings of others. Her clothing consists of a light blue jumper; she also has a light blue headband around her forehead. Her attacks use moonlight and meteors. She is always calm and kind to everyone around her. Her Winx form consists of a sparkling white top and skirt.

**Electra: Fairy of, you guessed it, electricity: **Electra is as lively as her name suggests. She has bright yellow hair that ends at her shoulders and is spiky at the ends. She wears a yellow shirt and shorts and has hoop earrings. Her eyes are green and always seem to be moving around. Her attacks all use electricity, and she has a special move where she can recharge the Winx of any nearby fairies. She is almost always moving. She is the best athlete at Alfea and loves physical activity. She loves to shock people as a prank which has earned her the nickname 'Zapper Girl.' She has earned a fair amount of detention because of this, resulting in an intense dislike of Ms. Grizelda. Her Winx form consists of an outfit similar to Stella's' except it is a brighter shade of yellow and an image of a lightning bolt on the front of her top.

**Ariel: Fairy of water: **Ariel is a friendly and helpful girl. She has aqua-blue hair that reaches down to the middle of her back. She wears a blue-green v-neck t-shirt and a blue skirt. She has a blue crystal hanging around her neck that allows her to communicate with sea creatures. She uses water attacks and can also create clouds and rain. She is always friendly and almost nothing can upset her. She is a very accomplished swimmer and she can also breathe underwater. She always helps those in need, even when they don't ask her. Her Winx form looks like a blue one piece swimsuit with a skirt.

**Flare: Fairy of Fire: **Flare is a fire fairy like Bloom. She has blazing red hair that is tied up into two ponytails that reach down her waist. She always wears red. Her dominant outfit is a red tube top and short shorts. Her eyes are naturally blue but she uses contacts to make them red. Her personality suits her element. She is quick to anger and is fond of danger. Her attacks are similar to Blooms. She is a troublemaker and enjoys making Ms. Grizelda angry on a daily basis. Her Winx form is a fire red top and skirt.

**Well what do you think? These girls will be making appearances in the next chapter so I hope you like them. **


	5. The Second Circle

**Chapter 4: The second circle**

"Hello Bloom, please have a seat." Ms. Faragonda offered when Bloom walked in. Bloom took a seat across the desk from the Headmistress.

"I must confess Bloom that I found the levels of power you displayed during your battle quite extraordinary. However the level of ferocity you displayed was most unlike you. Sasha was taken to the infirmary wing with severe burns. Now I want to know why you displayed such disregard for Sahsa's well being."

I'm sorry Ms. Faragonda. She told me that she was glad everyone on Sparx was dead. She said that I was a worthless fairy who wasn't good enough to even be at Alfea. I, well, I just lost my temper, I'm so sorry for the way I acted." Ms. Faragonda's face softened.

"I understand how you feel Bloom. As soon As Sasha gets better I'll have a talk with her about proper conduct. For now return to your room and rest."

"Yes mam, thank you for being so understanding."

"Of course, now on your way."

When Bloom arrived back at the Winx Club's dorm, the others immediately started grilling her.

"So what happened Bloom? You were awesome in your match but man were you brutal. I mean they actually had to take Sasha to the infirmary."

"I know. She said that she was glad everyone on Sparx is dead. She said I was worthless and I just lost it."

"I understand Bloom. If Sasha said that kind of stuff about my Mom I'd have pounded her too."

"Thanks girls."

"I heard you got called to Ms. Faragonda's office," Techna commented. "What happened there?"

"She told me that she was impressed with the level of power I showed and that she was unhappy with the way I treated Sasha. She accepted the story I just told you though. She said she'd have a talk with Sasha about what she said."

"Well that's good news. Id hate for you to get into trouble again," Flora said.

"I think Ms. G's getting a little suspicious," Stella said. "I heard from some people that she's been asking questions about our new powers. I think she thinks something's up."

"Hey that reminds me, how are your powers coming along?" Bloom asked.

"I managed to defeat three Puncture Beetles with a single swat in magical defense class," Stella boasted.

"I was able to triple the speed of my internet connection," Techna reported.

"I created a hybrid plant that was supposed to be impossible," Flora said.

"And I created that perfect high note I've been tryin' at all year," Musa reported.

"That's great, I'm so glad my idea paid off. Now, tell me, have any of you been getting more irritable or angry lately?" Bloom asked.

"A little," they all replied.

"I think it has something to do with the Seal. I don't think I could have gotten that angry before the Seal. I actually enjoyed hurting Sasha," Bloom confessed.

"Well I think we can learn to control the aggression. It's a small price to pay for the power we have now," Stella said. "I mean with these new powers not even the witches will mess with us."

"Well if you're so sure about that Stella I think it's time we found our next group of candidates."

"What are you talking about Bloom?" Stella questioned. "Why would you want to add new members to the Winx Club? We already have Rebecca."

"Well think about it. The more members we have, the more power we'll have. Eventually we could be in charge of the entire student body."

"You sound like a witch Bloom," Stella said. "Talking about taking over the school."

"I'm not taking about a takeover, I'm just talking about us being the most powerful and influential girls at Alfea."

"Well when you put it like that I guess it does sound pretty cool," Musa replied.

"So I take it you already have the candidates ready?" Techna asked.

"They're waiting outside right now," Bloom replied. "Come on in girls!" She called and six girls filed in.

"Wendy, you were selected?" Techna asked upon recognizing her best friend.

"That is correct Techna. Bloom offered me the chance to increase the power of my Winx and I agreed."

"Yo Zapper Girl, you were picked too?" Musa asked when she recognized the girl who had set the record for detention that year. She suddenly felt a zap on her butt and saw Electra smirking. "Still up to your usual pranks," she said.

"Yep, I always wanted to be stronger and Bloom here gave the perfect opportunity." She replied.

"Hello Ariel," Flora said, recognizing her most common lab partner in Botany class. Arial and Flora were a perfect pair. Flora loved plants and Ariel loved the water.

"Hello everyone," a peppy voice as Serina entered the room. She looked around at the room and its occupants.

"Hey Serina, glad you could join us," Bloom said.

"Sure. It there's any way I can help you I'm up for it," she replied.

"Hello, I'm here," a soft voice spoke from the door. Everyone looked and saw Laura standing in the alcove, waiting to be invited in.

You can come in Laura. You don't have to wait for permission," Bloom said as Laura stepped in and took a seat of the couch.

"Well, it looks as if I'm the last on here," a voice said as the Fairy of Fire known as Flare entered. "Well, does this mean that we're finally ready," she asked.

"Yo cool your jets, we just all arrived here," Musa said.

"So, I thought we were going to do this thing when we were all here," Flare countered.

"We're going to wait for nightfall. That way Ms. Grizelda will less likely to catch us," Bloom said.

"And exactly how are we going to sneak all the way here without getting caught?" Flare asked.

"Rebecca will pick you up one at a time and bring you here."

"So we'll be ready then?" Flare asked.

"Yes Flare, we'll be ready then," Bloom replied. Flare could sometimes be a little impatient but her powers would be a great asset when they were combined with Bloom's. "I'll see you all then. Thanks for coming and agreeing to become part of the Winx Club."

After lights out, the Winx girls set to work. Techna removed the rug that hid the drawing of the seal and Musa and Flora began applying a fresh batch of potion to it. A few minutes later Rebecca arrived with the other new recruits.

"That was different," Flare remarked.

"We're ready to go," Bloom said.

"Well then what are we waiting for?"

"Ok, everyone pick a pint on the star inside the circle," Bloom ordered. Once everyone had taken their places, the six Winx girls stood outside the circle and began to chant.

"Great Seal of Oricalcos we wall upon you. Infuse these girls with your magic. Show them the meaning of true power!" The circle then threw up its wall and the mark of the Oricalcos appeared of the girls' heads. After the circle vanished, the girls collapsed backward. Bloom and the other caught them before they hit the floor.

"Is everyone all right?" Bloom asked. She knew how draining the Seal could be.

"I'm all right," Flare said as she lay down of the couch. "That was intense. I've never felt that kind of power." The other girls gave various responses saying they agreed.

"We'll meet tomorrow at breakfast and see how you're doing all right?"

"We'll be there," they said together.

"Rebecca can you take them back to their rooms now?" Bloom asked.

"Sure think," she replied. "Ok girls, stand in a circle around me," she ordered. When the girls complied she created a large shadow and they sunk into it.

"I think we should get to bed too," Bloom said. And so the Winx Club had gained six new members. Tomorrow they would go into Magix after school and see if they could find the witches. Bloom was eager to confront them now that she had her Oricalcos powers. They wouldn't stand a chance. As she drifted off to sleep, she dreamed of kicking Icy's butt all over Magix.

**What will happen when the girls go to the city? Will they find the witches, and if they do who will come out on top. Find out in the next exciting chapter of Dark Winx. **


	6. Showdown In Magix

**Chapter Six: Showdown In Magix**

The next day the new Winx Club met at a table in the back of the cafeteria.

"So, is everyone feeling ready to do some witch smashing today?" Asked Bloom. The girls had planned to go into Magix after school and teach the witches a lesson.

"You bet," Flare replied. "I've wanted to give Icy's butt a royal beating for so long."

"Man you sure do have something against Icy," Musa said.

"You bet. Icy is the meanest and snootiest girl I've ever met. The first time she saw me she and her flunkies tried to ice me. She thought I'd bought this skirt she wanted. If it hadn't been for security, I wouldn't be here right now," Flare explained.

"Man, that's rough. I understand why you hate her so much now," Bloom said.

"So when we find her, I'm gonna give her a little burn," she said with anticipation in her voice. "But first we've got to get through classes," she added.

Classes went pretty well that day. With their new powers, the teachers were astonished. The Winx girls were displaying power far in excess of anything they'd shown before. By the end of the day, the Winx Club was the talk of the school. All the girls wanted to know why they were suddenly so powerful. They knew through Sasha about the circle that Bloom had summoned but they had no idea what it was. Bloom told all the girls that they would explain everything after they got back from Magix.

"Finally classes are over," Bloom said as son as the girls left the classroom halls.

"I agree, with our new powers classes are a sinch now," Electra commented. She had blown away her opponents in defense class. "So, we're going to find the witches now?"

"Yep, and when we do they won't know what hit them," Bloom said. As the girls got on the bus to Magix however, they didn't notice they had a follower.

"I'm going to discover how Bloom beat me if it's the last thing I do," Sasha breathed as she got on another bus as they both headed for Magix.

"Hey Icy, did you hear? Bloom kicked the butt of the most popular girl at Alfea," Stormy commented.

"So what? Why should we care about what happens at Reject Academy?" Icy replied.

"Because that girl had powers that were supposed to be double what Blooms are."

"Hmm, that is something. We should investigate. Bloom might have finally begun tapping into the Dragon Power."

"Well I heard from Riven that the girls are coming into Magix right now. How about we plan a little welcome for them?" Darcy said.

"Excellent idea. By the end of the day the Dragon Power will be ours."

With a hiss, the buss came to a stop at the main station in the center of Magix.

"So how are we going to find the Witches?" Laura asked.

"Oh don't worry. If I know the Witches, they'll find us. In the meantime, let's do some shopping," Bloom suggested. That brought a smile to everyone's face, especially Stela's.

An hour later, the girls were walking through the Magix food mart when an icicle hit the wall right by Bloom.

"Well well, look what the toads dragged in. If it isn't the loser squad," Icy said as she and the other witches advanced on the girls.

"Ah the Witches, just the scum we were looking for," Bloom replied.

"How dare you call us that! You'll pay, let's get it on."

"You read my mind. Ok girls, it's time for Winx!" Bloom ordered. Everyone transformed.

"Come on girls, with me," Icy ordered. "Pierce Attack!" She called, sending a wall of icicles right at Bloom.

"Fire Wall Shield!" Techna said as she blocked the attack. Stormy and Electra were facing off alone.

"Well, so you think you can take me?" Stormy laughed. Suddenly she felt a sting on her butt and saw Electra smirking. "Why you little!" She said as she charged in. Electra flew out of the way and gave Stormy a blast of lightning. Stormy fell to the ground but regained her feet quickly.

"Wow, I didn't think your hair could get any frizzier. Can you say bad hair day?" Elecrta taunted. That got Stormy mad.

"Argh! That's it, you're in for it now! Electric Witch slap!" She called out, sending a bold of purple thunder at Electra.

"Bloom, can we do it now?" Electra asked as she dodged. "I'm getting bored."

Back at the main battle Icy and Darcy were fairing poorly. They were outnumbered five to one.

"Oh all right. I think it's time the Witches see that we're not girls they should be messing with. Let's go girls!" She commanded and called on her Oricalcos power. The other girls did the same.

"Icy, check that out," Stormy called. Spinning Blue-green circles had appeared above the fairies. As they passed through them, they changed. Their outfits became black, with the original colors appearing as striping on the edges. Their eyes developed red streaks, and their expressions became much darker.

"What's going on? Their power levels just went through the roof," Darcy said.

"This is the new Winx Club," Bloom informed them. "With our new powers you may want to think twice before fighting us."

"It doesn't matter how much power you have. We are Cloud Towers' senior witches and we won't allow ourselves to be defeated by the likes of you Pixies!"

"If that's the way you want it. Atonics Flame!" Bloom called, and the blue and black fire shot from her hands and engulfed Icy. When they died away, Icy was barely standing.

"I don't understand. How did you get so strong?"

"That's something you'll never know," Bloom replied.

"Girls, they must be using some kind of power convergence spell. If we can take one of them out it should stop the spell. Focus your attacks only on Flora," Icy commanded. The girls each called out their Wesperien crystals. "Ok, strike now!" The crystals formed a triangle, with the middle pointed at Flora.

"Wesperien Blast!" They called out and a bright blue beam shot toward Flora.

"Look out Flora!" Bloom yelled, but it was too late. The beam hit Flora in the stomach and exited through her back. She let out a scream of pain and crumpled to the street, her blood making a slowly expanding puddle.

"FLORA, NOOOOOOO!" Bloom cried. She had just watched one of her best friends take a possibly fatal wound! As she looked at the blood leaking from Flora's battered body, and heard the Witches laughing, she felt her anger take over. She let it.

"You will pay for hurting her!" Bloom screamed. She clenched her hands so tight her nails drew blood. As the blood flowed down her hands, in seemed to merge with her Oricalcos energy. The energy turned a deep red with flashes of dark lightning. It exploded out until it was like Bloom was inside a fire. Her green fairy wings flashed pure white and dissolved into nothing. In their place, two pure black feathered wings grew out of her back. They were at least ten feet across each, and they crackled with Blooms' power. She looked at the Witches, her face calm and full of rage at the same time. Her eyes were completely red and glowed with hatred and a kind of pleasure.

"Icy, what just happened?" Stormy asked with fear in her voice.

"I don't know. Her power levels are incredible. I don't even think it is the Dragon Power she's drawing on." Icy replied. She was shaking. Suddenly, Bloom started chuckling. It was a sound that chilled even the witches' souls.

"You're right. This power is beyond anything you can imagine, and thank you for giving it to me." Seeing the blank expressions on the witches' faces, she explained.

"When you shot Flora with that attack, you made me tap into the deepest and darkest depths of my soul. There, I was ableto evolve my new power to its final stage! I am no longer the fairy Bloom you knew. Now I am DARK ANGEL BLOOM! HAHAHAHAHA!" The sky itself seemed to darken as Bloom extended her wings and took flight.

"Icy, I think we should run," Stormy suggested.

I agree. Let's get out of here!"

"Oh no you don't," Bloom chuckled. "Do you honestly think I'd let you just walk away after what you did? I don't think so. Let's give my new powers a test shall we," she said while her lips slowly formed a dark smile. "Let's start with something I like to call Solar Flare Blast!" A jet of fire emerged from Bloom s outstretched hand. When it abated the witches were toasted. They were covered with burns and their hair and clothing were nearly destroyed. "Now, for my next move-" suddenly, sirens were heard.

"Dammit. The police. We'll finish this later witches." Bloom said. The other girls ran over to Bloom as soon as she touched down.

"Bloom, what happened to you?" Musa asked.

"Later, for now we have to help Flora and get back to Alfea before the police get here. Rebecca!" She called.

"I'm on it," she replied as she created a shadow portal, and the girls vanished. When the Magix Police arrived on the seen all they found were three badly injured witches and the signs of a vicious battle.

**So what did you think? I got the idea for Blooms' new form from another anime I'm watching. So, what will happen next? Will Flora be all right? Will Bloom get back to normal? Will the other Winx girls become as powerful as Bloom? Find out all that and more on the next exciting chapter of Dark Winx!**


	7. Wings Of Darkness: Part One

**Chapter Seven: Wings Of Darkness: Part One**

In the Winx Club's dorm, a dark hole suddenly appeared and through it came the Winx girls.

"Techna, Wendy, try to stabilize Musa while I go and get the nurse!" Bloom ordered.

"Shouldn't you change back to normal first?" Asked Stella. Bloom looked at her uniform and new wings and closed her eyes. I few seconds later she looked perfectly normal again. She then tore out of the room.

Bloom threw open the door to the Alfea nurses office.

"What's wrong?" The nurse asked, surprised by Blooms' sudden entrance.

"My fiend was attacked by witches. I think she's going to die!" Bloom stated. The nurse immediately jumped up and grabbed an emergency medical kit.

"Let's go, we have no time to loose."

By the time Bloom and the nurse arrived back at Blooms' dorm, the other girls had put Flora in the bathtub so her blood wouldn't get everywhere.

"My god!" The Nurse shouted. "This is the worst injury I've ever seen. We've got to get her to the hospital right away!"

An hour later, Flora was in the emergency room of the Magix General Hospital. Doctors were working frantically to save her life. Ms. Faragonda and Ms. Grizelda had arrived a few minutes ago.

"Now tell me, how did this happen Bloom!" Ms. Faragonda demanded. She had received work of Floras' injury as soon as the medical shuttle had arrived.

"We were shopping in the Magix mall when the witches attacked us. We didn't do anything. They just came at us. We tried to get away but they used some super huge attack and hit Flora."

"Why didn't you take her to the hospital right away?" Ms. Grizelda asked.

"After they hit Flora I told Rebecca to get us out of there. I guess the first place she thought of was Alfea. She didn't have time to think of going anywhere else."

"Humph. Well at least you got her here as fast as you could. I don't often say this so listen closely. I'm proud of the initiative you showed." Bloom was shocked. She'd never heard of anyone receiving praise from Ms. G.

"Th-Thank you Ms. Grizelda," she replied. Suddenly, the doors to the Emergency Room opened and a doctor emerged.

"How is she? Is she going to be all right?" Bloom asked.

"Calm down miss. Your friend's going to be fine. I'd just like to say that it's a miracle she's in as good a condition as she is. The energy that injured her somehow missed her organs and her spine. She's suffered severe blood loss and tissue damage, but with magical therapy she should be ready to go home in a few days. She'll have to take it easy for a while though. Her body's been through quite a lot."

"Thank you Doctor," they said together.

"Can I see her?" Bloom asked.

"I suppose, but please keep it brief. She needs her rest." Bloom gave a nod and entered the room where two nurses had wheeled Flora a minute ago. The room was small, but it had a window and Bloom noticed there were already some flowers in a vase by Floras' bed.

"Hey Flora. How are you feeling?"

"Oh, hi Bloom. I'm doing all right I suppose. My stomach hurts, and I'm really tired. Thank you for taking care of me," Flora said in a weak voice.

"Of course Flora, we're best friends. I'm so sorry I let the witches hurt you like this," Bloom said hanging her head. Flora reached out with an arm that had an IV in it and ran her hand along Blooms' face.

"It's al right Bloom. I don't blame you at all. You did everything you could. I just wasn't fast enough."

"The doctor says that you'll be able to come back to Alfea in just a few days. Don't worry, Ariel's taking care of your plants," Bloom said, anticipating Floras' next question.

"Thank you Bloom. You were totally awesome in that fight you know." Bloom gave Flora a warning glance. She didn't want to talk about the Seal where others could over hear it. Flora gave nod of understanding. Just then, a nurse poked her head inside.

"I'm sorry but visiting hours are over. The patient needs her rest."

"All right, I'll come back tomorrow Flora," Bloom said.

"I'll see you then," Flora replied.

After seeing Flora, Bloom took the bus back to Alfea. As soon as she stepped off the bus she was surrounded. All the girls in Alfea it seemed wanted to join the Winx Club. After escaping her new fans, Bloom secretly made her way back to her room. The other girls were waiting for her there.

"So, how is Flora doing?" Laura asked. Her eyes seemed different. The power of the Oricalcos seemed to be affecting her more strongly than the others.

"She's doing fine. The doctor says she'll be able to leave the hospital in just a few days."

"That's great news Bloom," Musa said. "We've got to make those witches pay!"

"You're absolutely right Musa. No one hurts a member of the Winx Club like that and gets away with it." The light in the room seemed to darken as Bloom spoke.

"By the way Bloom, you were so awesome in that fight!" Electra praised. "I never knew anyone could be that powerful."

"How did it feel?" Flare asked. She was jealous that Bloom had achieved this new level of power first.

"I can't describe it really. It was like I was in control of everything. I felt like I could do anything!"

"When you grew your new wings did it hurt?" Ariel asked.

"No not really. When they came in I let my anger take over. I let the rage I felt flow through me."

"Man that sounds intense. So if your rage was in control how come you didn't attack us?" Serina asked.

"I was somehow still able to recognize you as my friends."

"So, do you think we can get to that new level of power Bloom? I mean how did you do it?" Stella asked.

"When I saw Flora get hit and lay on the ground and the Witches laughing, I just lost it. Somehow, I sunk into the deepest part of my soul. When I was there, I found a darker part of myself. I guess it was my dark side. We merged together and the next thing I knew I'd grown my new wings."

"Not to mention you had a new tude too," Musa added. "So, did it feel good having your dark side free?"

"Yes, it did. I can control it, but I still have power even when I'm not in my Winx form."

"Can you show us?" Techna asked.

"Sure," Bloom replied. She walked over to Technas' door and grabbed the hard plastic beam that ran acrossone side. With a flick of her wrist she tore it free from the wall.

"Wow! Bloom you're amazing!" Musa exclaimed.

"Thanks, but watch this," Bloom said as she flexed her hand and the beam shattered.

The girls were speechless. They'd just seen Bloom break a piece of reinforced plastic with her bare hand.

"So, what do you think?" Bloom asked.

"How did you do that?" Flare asked.

"I just used a little bit if my dark power."

"Can you give us that kind of power," the other girls all asked at once. They could hardly keep still.

"I don't know. To access the power I have you'd need to descend into the deepest and darkest part of your souls."

"I think I can help with that," Laura said quietly.

"How?" Asked Bloom.

"In my realm, we have a special technique we call Soul Fusion. One of our priests joins two or more fairies minds together. They can thenexplore their souls. If I can join us together, I could help you girls access the dark parts of your souls. It can be dangerous, but I think it would be the best way to do this."

"Sounds like a good idea to me," Flare said.

"Me too, this Soul Fusion sounds like a fascinating experience," Techna added.

"Can you do this Laura?" Bloom asked.

"I studied the technique for several years. I'm confident I could do it."

"I think I speak for everyone when I say let's go for it," Flare stated. Everyone else nodded.

"Ok, let's do it Laura," Bloom said.

"Very well. Everyone, sit down in a circle and join hands," Laura ordered. The girls obeyed.

"Now open your minds to me," Laura said while taking the hands of Bloom and Electra. "Feel your minds descent into the depths of your soul."

As Laura spoke, the girls felt their minds begin to let go of the outside world. The world around them dropped away, and they each found themselves in a world of their memories.

Each girls experience was different. For Techna, she found herself back in her early childhood. There were several kids who were jealous of her. One day they cornered her on her way to a science fair.

"Please let me pass," she begged. "I'm going to miss the deadline for the Science Fair."

"Why do you even need to enter? You already have more awards that all of us combined."

"I suppose I'm just smarter than you. Besides, this Fair is the most important. This device took me months to create," she said, indicating the globe shaped device in her hands.

"So what? Don's gonna win this time, because you're got even gonna enter!" The big boy said as he snatched the device out of Technas' hands and threw it against a brick wall. The sphere shattered.

"NOOOO!" Techna screamed. Then, the rest of the memories came flooding back. How disappointed her parents had been with her. How angry the people who had been her partners had been. She had lost most of her friends that day. At that moment, darkness surrounded her. Within the cloud she saw a duplicate of herself. She appeared to be asleep. "Hello?" Techna asked. The girl opened her eyes, and they were glowing red.

"Ah, so you've finally come," she said with venom in her voice. "So, are you ready to admit to the darkness in your heart my lighter half?"

"Yes, I want to be the most powerful person I can be," Techna replied.

"Than release me, and we will become one." The Dark Techna indicated chains that bound her to a piece of steel. Techna saw a key appear in her hands. She stuck it in a lock at the center of the chains and they fell to the ground.

"Thank you," she said before she transformed into a black crystal and flew into Techna. It hurt as she pierced Technas' heart. Then she felt the anger and darkness of her other side enter her. She finally understood why the Witches enjoyed hurting others. The pleasure was immense. As she merged completely with her dark side, she felt herself coming back to the real world.

"Nice of you to finally join us Techna?" Bloom said when Techna opened her eyes. Techna felt slightly heavier. Then she saw the black wings extending from her back. The other girls all had them as well. Their eyes also glowed red, and their expressions were dark. "How do you feel?" Stella asked.

"Excellent," Techna replied darkly. "I finally feel free."

"Good. Now that we're all at full power, I think it's time to expand our group." Techna had the book of the Oricalcos in her hands and was skimming through it at an amazing speed.

"Listen to this girls," she called. "When a servant of the Oricalcos reaches their full potential, they gain the ability to bestow the power of the Oricalcos on anyone they choose simply by touching them," she read.

"Cool, so, who's ready to take over this school?" Flare asked. Everyone of the girls raised their hands.

**Will the Winx girls take over Alfea? What is next for the Winx Club? Find out in the next exciting chapter of Dark Winx. P.S: if you want the story on one ofthe other girls experiences, e-mail me and I'll send them to you. **


	8. Wings Of Darkness: Part Two

**Wings Of Darkness: Part Two: **

"So, let's get started." Bloom said.

"Shouldn't we wait until Flora gets back so we'll have the complete Winx Cub? Not to mention Flora doesn't have her full power yet," Techna advised.

"Good idea. In the meantime we can use our new abilities to recruit new members into the Winx Club. We'll start the next day. For now, Techna look over the book of the Oricalcos and see if there are any more abilities we can use."

"Right," Techna replied as she opened the book and started super-speed reading again. A few minutes later she was finished.

"Well, did you find anything?" Bloom questioned.

"Yes. I found out that we now possess the ability to teleport and use telekinesis. Also, we possess enhanced strength, speed and senses even we're not in our Winx forms."

"Cool," the girls said together.

"So, when is Flora a supposed to come home?" Asked Wendy.

"She should be home in about two days," Bloom answered.

"Well by then we'll probably be in complete control of the school," Musa remarked.

Outside the window, a shadow moved closer to hear easier. Sasha had seen the girls battle with the Witches and she had been terrified.

Flashback

"Wysperian Blast!" The Witches called out. Their crystals sent a blast of energy streaking at Flora, who was busy with Darcy. She moved to call out, but it was too late. The blast went straight through Floras' body. She cried out and crumpled to the street.

"FLORA, NOOOOOOOOOOOOOO!" Bloom cried. She clenched her fists so tight they bled. Suddenly Sasha felt a tremendous surge of power come from Bloom. She looked and saw that her energy had turned red, with flashes of dark lightning.

The next few minutes Sasha spent hiding. She'd seen what Bloom had done to the Witches. When the police arrived, she ran…..

End Flashback

The next day was a holiday, so the Winx Club held an assembly. All of the students attended. The teachers were off attending a conference at Red Fountain. The assembled fairies applauded as Bloom took the stage. She held up her hand for silence.

"Now, I know you all are curious about the new powers I and the other members of the Winx Club have shown." There was a murmur of affirmation from the audience.

"Recently I found a book that contained an ancient force of magic known as The Seal Of Oricalcos. That's how we've become so strong. But what you saw in my match with Sasha was only a taste of the power I have now. Watch," she said as she help up a heavy ceramic cup from the cafeteria. She squeezed and the cup shattered. The audience gasped.

"And that is only the amount of power I have when I'm not in my Winx mode."

"Can we see you at full power," one of the assembled girls asked.

"Sure, why not. After that maybe you'll be interested in becoming part of the Winx Club," Bloom replied.

Bloom's transformation was different this time. The dark fire that had covered her in the battle with the Witches came back. Her cloths vanished and the dark lightning played over her body, transforming into her new outfit. Then the lightning focused on her back and her black wings emerged. When the light show was over, the seal was on Bloom's forehead and her eyes were glowing red. There was silence, and then one girl started clapping. Another joined in and then another until the whole auditorium rang with praise.

"So, who among you want to have the power I do?' Bloom asked. Every hand in the auditorium went up. "Great! Now, everyone transform," Bloom ordered. "Now, I summon the sacred Seal of Oricalcos!" Bloom cried, and a giant version of the seal appeared on the ceiling and began to descend. Before the assembly, the Winx Club had pooled their powers and created a seal large enough to transform the entire school at once. As soon as the seal touched the floor, smaller seals surrounded the students. They each felt their powers grow as they received the mark of the Oricalcos. After that they all felt tired.

"I know you're all tired after that experience, but the teachers will be back tomorrow, so we need to evolve your powers to the final level right now. Are you up for it?" Bloom asked. There was a murmur of consensus.

"All right, Laura you're on," Bloom said as Laura joined Bloom on the stage and used her new powers at full strangth to do a Soul Fusion on the entire assembly. Each Fairy descended into their souls and joined with their dark sides. When the Soul Fusion was complete, the auditorium was aglow with red eyes and covered in black wings.

"All right everyone, now transform back to normal and get some rest. When the teachers come back tomorrow, we'll capture them and take over Alfea!"

Later that night the Winx Club was in Blooms' dorm, discussing how they were going to capture the Alfea teachers. They knew Ms. Faragonda could take away their magic, but it was a lengthy spell, so if they took her out quick it wouldn't be a problem. Professor Whiskis would undoubtedly use his transforming powers, so they would knock him out with a hypnosis spell. As for Professor Paladium and Ms. Grizelda, they had no idea. They had never seen either of them use much magic, so they didn't know what their capabilities were.

"We'll just have to wait and see," Bloom said. Since she had been the first fairy to receive the power of the Oricalcos she had been chosen as the leader. "Now remember, we're getting up early to get ready," Bloom said before turning in for the night.

Early the next morning, the students of Alfea were gathered in the front courtyard of Alfea, they were all in their Dark Angel forms. Bloom and the members of the original expanded Winx Club were in front of the gates. They watched as the hover bus with the teachers pulled up in front of the school. When Ms. Faragonda saw the girls new looks, she looked shocked.

"Who are you!" She demanded. Bloom chuckled at that.

"What, don't you recognize us Ms. Faragonda? We're the Winx Club. We've merely gotten some better powers. Actually, we've decided that our new powers are too powerful for you to teach us. So we've decided to take over Alfea and use it as our own training academy."

"How dare you! This school belongs to Magix, not a bunch of girls like you!" Ms. Grizelda replied.

"Oh, and just how are you planning stop us? You've seen what I can do, and now there are even more like me," Bloom said.

"Do you honestly think that we don't have a plan in case something like this happened?" Ms. G remarked. "We teachers are more than capable of handling a dozen delinquent pixies."

"Really, let's find out," Bloom said. She and the other Winx girls took flight. "Atonics Flame!" Bloom called out. The flames leapt from her hands but were stopped by Ms. Faragonda, who used a dampening spell.

"You have demonstrated that you do not deserve to be at this school." She summoned her power and prepared to remove the girls Winx.

"Powerus Revocorius! Magicu-," she stopped as a piercing sound filled the air. All the teachers covered their ears.

"That would be me," Mura said, as the teachers looked around for the source of the sound. "Now for another of my new attacks, I call this one Symphony of Chaos!" She held her hands out and a series of ear-shattering screeches hit the teachers. Ms. Grizelda recovered first. She summoned a staff with the symbol of Alfea on it.

"Stop now or pay the price!" She commanded. No one paid any attention to her. "Fine, Magic Jammer attack!" A blue beam shot out of her staff and hit Musa, who dropped to the ground as her power crashed. Bloom saw it and was instantly taken back to when the Witches injured Flora. She felt her power increase even more as she charged in.

"You'll pay for that!" She called out and summoned her full power. Her wings crackled with dark lighting. She brought her left hand out and focused all her power into it. "Take this! Solar Flare Blast!" She called as the fire ripped towards Ms. Grizelda. She brought up a barrier and blocked most of the attack, but some got through and knocked her staff out of her hands. She swiftly caught it with her telekinesis. "Now what are you going to do?" Bloom asked before knocking out the teacherwith a strike from her own staff.

She looked around to see how the rest of the battle was going. Professor Whiskis had been knocked out with some of Wendy's sonic missiles. She and Techna were currently winning over Poladium. Her flying daggers were no match for their combined powers. Ms. Faragonda on the other hand was doing quite well. She was fighting off Stella and Rebecca at the same time. She was draining their powers slowly but surly. Bloom rushed over to help.

"Solar Flash Pulse!" Stella called, summoning a blinding flash of light with her Solaria Staff. While Faragonda was off guard Rebecca created a Dark Hole to take her to the Alfea Dungeon, but she grew a pair of fairy wings and flew above it.

"I still remember how to use my old powers girls. In case you forgot, I was once a student at Alfea just as you are. Now, I'm giving you girls' one last chance to surrender."

"You can give it, but we won't take it," Rebecca replied.

"Very well," Faragonda replied, and launched a massive lighting attack at the two girls. Bloom stepped into the path of the attack and folded her wings in front of her. They crackled with dark lightning and Ms. Faragonda's attack was deflected.

"That's a new attack I just came up with. I call it Shadow Wall," Bloom said.

"Thanks Bloom," Rebecca replied.

"No problem, now let's finish this," Bloom stated. She had been pouring her energy into the staff she'd taken from Grizelda, and now she was ready to use it. "Faragonda, look what I have," Bloom boasted holding the staff.

"You'll never be able to use that Bloom. That staff is bonded to Grizelda," She stated. Bloom chuckled.

"Not anymore," she said as her energy traveled down the staff and changed it. The color turned a deep black, with the symbol becoming that of the Oricalcos and turning a dark red color. "I have more power than you could ever dream of you fool, and I'm about to unleash it all right now!" Suddenly a blast of energy hit Bloom in the back of the head, causing her to fall. She caught herself before she hit the ground, and turned to find Grizelda holding her hand out with a determined look on her face.

"You won't get away with this. Ms. Faragonda catch!" She called out, throwing the Headmistress a small disk. Techna recognized it at once.

"A magic teleporter. Bloom she's going to get away! Jamming it now," Techna reported but it was too late. Ms. Faragonda escaped in a flash of white light.

"Now everyone of the realm will know what you're up to," Grizelda gloated. Bloom hit her with a blast of energy from her new staff. She screamed and was unconscious.

"Take the teachers to the dungeons," Bloom ordered. "Isolate them from each other."

"What about when they wake up, they'll have their powers back," Rebecca warned.

"They won't wake up. Techna filled the cells with a sleeping gas. They won't wake up until we want them to," Bloom replied.

"Hey, when we wake Grizelda up, I want first crack at her," Electra said. Bloom nodded her head, not envying Grizelda when she woke up.

Ms. Faragonda appeared in Professor Saladin's office at Red Fountain. He looked up, surprised that she would drop in like that.

"Ms. Faragonda, what brings you here, and in such a hurry it seems," he said, indicating her teleportation disk.

"Professor, we have a very serious problem," she stated.

**What's next? Will the Winx girls attack the other schools next? When will Flora gain her new powers? Will the Witches and the Red Fountain Boys ally to combat the Oricalcos? Find out in the next exciting chapter of Dark Winx!**


	9. Next Stage

**Next Stage: **

"What! I don't believe it!" Professor Saladin exclaimed. Ms. Faragonda had just finished reciting the battle she had just had with the Winx Club.

"I'm afraid it's true Professor," she replied.

"Tell me more about this Seal Of Oricalcos you mentioned."

"All I know is that it's one of the oldest magical forces in existence. Somehow Bloom found a book that detailed how to summon it. I can't imagine how a book like that wasn't detected."

"Indeed, but I think our main task now is to find a way to break whatever control the Oricalcos Seal had over your girls," Saladin suggested.

"Indeed. I suggest we contact Professor Griffin at Cloud Tower. If we act together we may be able to stop the girls before they corrupt every girl at Alfea."

They were already too late for that. At Alfea, the Winx Club had called for another assembly, this time to discuss what they would do now that Alfea was theirs.

"I say we go after Red Fountain and the boys," one fairy suggested.

"Well I believe we should go after Cloud Tower and the witches," another proposed.

More suggestions were thrown out. Suddenly Bloom stood up and called for silence.

"All of your ideas have merit, but for now I think we should stay right here," she said. An instant uproar fallowed. Bloom silenced it with a glare. "Most of you haven't even used your powers yet. We should train first before we make our next move. Besides, why not force our enemies to come to us. Alfea is already being transformed into a fortress by my magic. Soon no one will be able to reach us here, and if we force the other schools to attack us it'll be even easier to defeat them." There was a murmur of agreement. "Now, let's get to work! We've already converted most of the school into training grounds. All Dark Angels will begin mastering their new powers immediately. Techna and any other fairies with Tech powers will begin setting up defenses for when Red Fountain and Cloud Tower launch their attack."

After that the meeting broke up. Stella caught up to Bloom outside the Winx girls dorm.

"So Bloom, how long do you think it'll take for everyone to learn their new powers?"

"I'm not sure. Each Dark Angel will learn at their own pace. How are your powers coming along?" Bloom asked.

"Couldn't be better. I've mastered my new sun powers, and check this out," Stella said, summoning her Solaria Staff. Only now it was black with the symbol of the Oricalcos at the tipand a Topaz gem in the center. "It happened when I was training. Pretty cool right?"

"Yeah! So, what can it do?"

"It amplifies my attacks and I can use it to control light, watch," Stella waved the staff and the hallway was plunged into shadow.

"Awesome Stella, now watch this," Bloom said as she summoned her own staff. It was the same as Stella's with the exception on a ruby in the center of the Oricalcos symbol.

"Hey, when did you get a staff?"

"I took of from Ms. Grizelda in the battle. She didn't need it anymore," Bloom said with amusement in her voice.

"Cool, so now what are we gonna do?"

"I thought I'd pay a visit to the training grounds. Feel like joining me?" Bloom asked.

"Sure, I don't have anything else to do."

The training grounds occupied most of the open grounds of Alfea and the battle arena. Everywhere Dark Angels, as Bloom had named the evolved fairies, were honing their skills. Fireballs, Dark blasts of lightning and everything in between were flying everywhere.

"Techna and her crew sure did a great job," Stella commented. Bloom had instructed Techna, Wendy and anyone they needed to set up the training areas to prepare the girls for when the first counter-attack came.

"So Bloom, I take it you are satisfied with the training grounds?" Techna said as she appeared from behind the girls. Stella jumped and Bloom laughed.

"How did you do that?" Bloom asked. Techna unclasped a small device from her belt.

"A personal camouflage unit. I came up with the idea just a few hours ago. A good deal of my Oricalcos power appears to have gone towards making me more inventive. I have already begun making more of them."

"Excellent work Techna. So tell me, how are the girls progressing in their training?"

"Very well. Most of them have mastered their basic powers. We are now working on combination attacks, such as mixing fire and wind attacks."

"Good idea, so how are the defenses coming along?"

"They are progressing. We have several shields set up that will block enemies from entering Alfea, and we have five stun weapons to assist us in battle."

"Great work, I'm very proud of you Techna," Bloom complimented. "Well, I think I'm going to do some training myself," Bloom stated and walked off.

"So, you want us to help you control your pixies because you couldn't?" Professor Griffin asked. "Why should we help you?"

Professor Saladin and Ms. Faragonda had agreed that they would need the resources of both Red Fountain and Cloud Tower to be able to take on Bloom and the Winx Club.

"Because if we don't cooperate, Bloom and the girls will take us down one at a time. If we unite we stand a much better chance."

"I hate to agree, but she's right Professor Griffin," Icy said as she and the other Senior Witches entered the room. "The power Bloom displayed when we fought her was beyond anything any of us have ever seen before. I think we should take their offer. Once we take Bloom and her pixie friends down we can go back to feuding." Ms. Griffin was silent for a long moment.

"Oh all right. We'll go along with this. But don't think for a moment this means we're anything close to... friends," Griffin stated.

"Red Fountain stands with you as well. Our boys will do whatever they can," Professor Saladin promised.

"So, when do we attack?" Griffin asked.

"As soon as we're ready," Ms. Faragonda replied.

"Bloom, one of my spy drones reports that Ms. Faragonda and Professor Saladin have formed an alliance with Cloud Tower. They will likely attack us very soon," Techna reported. She had created numerous tiny spy drones to scout around the realm and tell the Dark Angels what was happening.

"Well then, I think we should get ready. Have all Dark Angels prepare for battle!" Bloom ordered. Techna went back to work creating more camouflage units, while everyone else got ready for what would probable turn out to be an easy battle. With their powers, no one could stand against them!

"Stand ready boys! This fight will be the hardest you have ever fought," Tortadora stated. "Not only will your opponents be extremely powerful, they will be people you know. You must remember they are your enemies! You must stay focused. When we break the hold the Oricalcos has on them they'll be just fine. Now gather your gear and be at the launch bay in thirty minutes, dismissed!"

"Do you think we have a chance?" Professor Saladin asked, coming up behind him.

"I think our boys will make us proud. They're some of the best I've ever seen. We'll give those fairies a fight they won't soon forget."

At Cloud Tower, the witches were preparing to battle the fairies, but they had another reason for helping Red Fountain. "When you get inside Alfea, I want you to search for anything that tells about this Oricalcos. If we can secure its power, Cloud Tower will be the most powerful school in the universe! Now go, and don't disappoint me!"

A few days later, the combined forces of Red Fountain and Cloud Tower marched on Alfea. The boys rode on levi-bikes and the Witches flew, walked or rode brooms. Alfea soon loomed in the distance, but it was not the same school. It was now black and shrouded in an unnatural fog. Coldness seemed to radiate from it. Shimmering green energy glowed from points along the outer wall.

"Is that Alfea?" Saladin asked. He couldn't believe it was the same school. It seemed more like a darker version of Cloud Tower.

"I'm afraid it is Professor. Bloom must have used the power of the Oricalcos to change it. We must be careful, who knows what else Bloom has planned for us," Ms. Faragonda replied.

"Well, this place doesn't look too bad. It might even pass for a witch school," Professor Griffin said. "Let's get this over with shall we. We'll all attack together and overwhelm them. Let's go!" She shouted, and the witches raced forward.

"Wait! Oh blast, go and back them up," Tortadora ordered, and the boys raced forward.

"Bloom, their coming in fast," Techna reported. It had been Bloom's idea to create the fog. It would make their positions less visible.

"Have the cannons open fire," she ordered. This was looking to be one entertaining battle. "This is going to be fun."

**What will happen now? Will Alfea be retaken or will the Dark Angels emerge victorious, and if they do what will they go after next? Find out on the next exciting chapter of Dark Winx!**


	10. Fate Decided

**Fates Decided**

The cannons hit their mark, knocking five boys off their bikes. The boys retuned fire with the lasers that had been mounted on their bikes, but the beams were deflected by shields that appeared around the cannons. The cannons fired again, but this time only three boys fell. Brandon and Riven managed to dodge.

"We've got to find a way to take those things out," Riven said as he dodged another shot.

"I know. Hey I've got an idea. When they fire they must lower their shields. Shoot them just after they fire. That should do it." Brandon had been named Field Commander for the Red Fountain attack force.

The boys obeyed, and the cannons vanished in blinding fireballs. A great cheer went up from the attackers.

"They've destroyed the cannons Bloom," Techna reported.

"It's all right, they served their purpose. Now that our enemies are confident, we'll hit them hard and shatter their force. Have the Dark Angels prepare to fight," Bloom ordered. She transformed, summoned her staff and headed out to join her forces. Their enemies would learn that it was useless to fight against the Oricalcos!

"We've broken past their first line of defense," Professor Saladin stated.

"Indeed, however, I sense a great deal of power building up within Alfea. I fear the real battle is just beginning," Ms. Faragonda replied. Then she saw the girls rising over the walls, and saw what they had become. They all had glowing red eyes and great black wings.

"Ok girls, let's take it to them!" Bloom ordered as she fired a blast from her staff that knocked two boys down. Stella blinded enemies with her Solar Flare Pulse and Musa confused them with sonic assaults. The other Dark Angels tore through the attackers with ease. Suddenly, Bloom caught sight of Brandon in the middle of the fighting. She decided to drop in and say hello.

Brandon blocked a blast of lightning with his shield and shot another Dark Angel with his bikes lasers. They had been modified to knock the fairies out without killing them. Suddenly a blast of dark lightning knocked Brandon's bike out from under him. He rolled to absorb the impact, and barely dodged a blast of flames.

"Impressive Brandon, you've gotten better," Bloom said as she landed in front of Bandon, staff ready to attack again.

"Bloom, what's going on here? I heard something about an ancient magic force, and then we were called to attack Alfea. My god Bloom, what's happened to you?" Brandon said, indicating her eyes and wings.

"Oh these? Just some enhancements I made to myself. So, do you want to surrender? I could make sure you're treated well."

"I can't I have a duty to retake Alfea. But you could surrender to me Bloom. I'm sure we could find a way to help you."

"Help me? What makes you think I need help? After all, I'm the one who originally summoned this power that you're fighting against," Bloom said to a stunned Brandon.

"You mean you're the cause of all this? How could you!"

"What do you mean? All I'm doing is bringing order to everything. Now, of you're not going to surrender, let's fight so I can take you prisoner," Bloom said, moving into a combat stance.

"I don't want to fight you Bloom, but you've left me no choice," Brandon replied, activating his shield and sword. They circled each other.

Brandon struck first, swinging his sword in an arc toward Bloom's stomach. She blocked with her staff and sent a blast of flames at Brandon, who blocked with his shield. Bloom flew up and swooped down at Brandon, hitting him in the back with her staff. Brandon staggered under the force of the blow.

"If that's all you've got, then this match isn't even worth my time," she mocked.

"What's happened to you Bloom? You used to be so kind and gentle. Now you're vicious and cold."

"I guess that's what happens when you merge with your dark side," Bloom responded.

"Your dark side? What are you talking about Bloom?"

"When I achieved my full power, I descended into my soul. There I found my evil half. We joined together, and now I have more power than I ever imagined!"

"But don't you see that that power has corrupted you? You've become no better that the witches!" That made Bloom very angry.

"Don't you EVER compare me to them! At least I don't try to kill people in cold blood!" Bloom swung her staff with all her strength and knocked Brandon's shield out of his hand. "Now surrender, and you won't be hurt," Bloom insisted.

"You know I can't do that Bloom. Now, prepare to lose," he said, striking at Bloom while she was off guard. She blocked and hit Brandon in the back of the head with her staff. He fell to the ground, out cold.

"Like I said, not even a contest," Bloom gloated as she picked Brandon up with one hand and carried him back to Alfea.

"The battle is not going well," Saladin said. The attack had been halted and was now being repulses by the incredible power of Bloom's Dark Angels. "We must retreat and come up with a new plan," he stated.

"I must agree, the power these girls possess is too great to beat with what we currently possess. Sound the retreat," she ordered, and the allied army began to withdraw. Most of them escaped, but thirty, including Field Commander Brandon did not.

**I was going for a romance between Bloom and Rebecca, but everyone hated it, so now I'm stumped. What should I do next now? Help me so I can continue with the story. **


	11. Revelations

**Revelations:**

Brandon awoke in a cell in the Alfea Dungeon. His head hurt like hell after the blow Bloom had given him. He looked around and saw other Red Fountain boys in other cells. Suddenly the door to the dungeon opened and Bloom walked in.

"Ah, you're awake. How do you feel?" She asked.

"My head hurts. So have you come to gloat Bloom?" Brandon replied. Bloom smiled.

"Actually, I came to give you a tour of my new academy," she replied. She waved her hand and Brandon's cell door opened.

"Come on, don't make me use force," she said. Brandon obeyed Bloom. If he managed to escape, this tour could give him valuable information.

Bloom lead Brandon into the Alfea courtyard, where robots were repairing the damage taken by Alfea during the attack. The main difference was everything was now black and dark red. There was also a massive tower in the middle of the field. It reached hundreds of feet into the sky, with dark lightning crackling at the tip.

"So, what do you think of Bloom's academy for Dark Angels?" Bloom asked.

"Dark Angels?"

"That's what we're called now," Bloom answered.

"Why did you do this Bloom?" Brandon asked.

"Because I could. Now, some of your fellow boys have asked if they can join us. I'd like for you to take that offer. Think of it Brandon. You could become so powerful. I'd let you rule over Red Fountain when it's conquered. What do you say?"

Bloom wanted Brandon to agree. Even though he'd lied to her about who he was, she still had feelings for him.

"No way. Why would I ever want to be like you? I have no desire to rule the way you do, with fear and power."

"Maybe you'll feel different after you see what your friends think," Bloom replied, leading Brandon into the tower. Inside it was dark, with red lighting coming from torches set into the black walls. It was cold and Brandon shivered. They entered an elevator and emerged a few minutes later on the top of the tower. There stood fifteen boys, including Sky.

"Sky, is that you? Are you all right?" Brandon asked. Sky tuned and Brandon saw the mark of the Oricalcos on his head.

"They've broken you," Brandon exclaimed. Sky smiled.

"Broken me, no Brandon. They've given me more power than I ever dreamed of. Plus, now Stella and I can be together." Stella suddenly appeared in the chamber and put her arm and her wing around Sky.

"You should join us Brandon. I'm sure you'll love your abilities, and other things too," she said, inclining her head toward Bloom.

"She's right Brandon. I know you've got a crush on me. Why don't you join us and we can be more than just friends," she said as she pulled Brandon closer to her.

Brandon was torn. He knew he loved Bloom, but he couldn't bring himself to become what Bloom was. Bloom grasped his hand, and Brandon blushed. Bloom had never been this aggressive. Thoughts began to enter his head of what he and Bloom could become together. He also thought that if he accepted her offer, maybe he could find a way to break the spell this Oricalcos had over her.

"All right Bloom. I accept your offer," he said. Bloom smiled, a much warmer smile that the others.

"Thank you Brandon! Now come over here," she ordered, pulling Brandon toward the center of the room where an image of the Seal of Oricalcos had been carved into the stone floor. She placed Brandon in the center and drew a small dagger. The nicked her finger and let the blood drip onto the carving, which began to glow. Bloom chanted in a language Brandon couldn't understand. Suddenly a wall of energy surrounded Brandon and Bloom. She pressed two fingers to his forehead and the mark of the Oricalcos appeared there. His eyes closed for a minute, and when they opened they were the same color as Bloom's. He smiled a dark smile.

"Bloom, this feeling is incredible. I've never felt anything like this!"

"I'm glad you like it. Now, try to summon your wings," Bloom ordered. Brandon may not have been a fairy, but the Oricalcos would still give him many of the same abilities. Brandon shut is eyes and concentrated. His dark side had told him that he could do anything he wanted if he tried. He and Brandon had shared their memories when they had merged.

**Flashback: **Brandon fell through a deep well of darkness, finally coming to rest in his room back in Arakleon. Everything was the same except that there was a pillar in the middle of the floor.

"Hmm, this wasn't here before," he said as he placed a hand on it. Immediately the pillar began to crumble to the ground. In its place stood a duplicate of Brandon. His eyes were closed and he looked like he was sleeping.

"Hello?" Brandon whispered, and the other Brandon's eyes snapped open.

"Well, you've finally decided to come here."

"What do you mean? Who are you?" Brandon asked.

"I'm you of course. I'm the darker part of your soul. When Bloom gave you your new powers, you mind came here. I guess you wanted to access your full potential," the other Brandon said. "If you release me, I can help you unleash your full power."

"What will happen to me?"

"Nothing really, except for the fact hat you'll be ten times more powerful than you are now. Bloom did the same thing and look at her now."

"How do I release you?" Brandon asked, reaching a decision.

"Just focus on the lock on my chains," the other Brandon said, indicating a heavy lock in the center of his chains.

Brandon did as he was told, and the lock clicked. The chains fell to the floor and the other Brandon flexed his arms.

"Thank you, now let's do this," he said, holding out his hand. Brandon took it and suddenly power began flowing through him, so much it was painful. He felt his earlier intentions of finding a way to free Bloom dissolving. This power was so wonderful. The flow of power stopped, and Brandon felt himself waking up.

**End Flashback:**

Brandon's wings slowly took shape. They were slightly smaller than Bloom's and had a sharper joint in the middle. Bloom looked happy.

"You did it Brandon!" She cheered, hugging Brandon tightly. "So, how do you feel?"

"Awsome," he replied, returning Bloom's embrace. "So, what happens now?"

"Well, I was thinking about whether to go after Red Fountain of Cloud Tower next."

"I think we should go after Red Fountain. If we can get the other guys there to join us it'd give us a pretty powerful army. Also, you could use your magic to take control of the dragons there. They could be apowerul asset when we attack Cloud Tower."

"I think it's a great idea. I'm naming you Commander of the assault on Red Fountain. You used to go there, so I'm assuming you know how to get in."

"Oh yeah, I'll take the other guys and we'll act like we escaped. Once we're inside, we'll attack and open the gates so you and the other Dark angels can get in. Once you're in, Red Fountain won't stand a chance." Brandon could feel himself changing inside. Before he would never have even considered doing something like this, but with the power of the Oricalcos surging through him he felt the same way Bloom did.

"Ok, you and the other boys stage a breakout during the night. We'll try and make it look real in case there's anyone keeping a watch on us."

"Ok, I guess I'll see you at Red Fountain Bloom," Brandon said. He began to walk out of the room when Bloom grabbed his arm.

"Hey, be careful," she said.

"I will," Brandon replied, suddenly reaching out and wrapping his arms around Bloom. He pulled her into a passionate kiss. She resisted at first, and then leaned into it. When they broke the embrace, they were both blushing. "Consider that a thank you for giving me the chance to become like this," he said.

"I'll see you in a day or so," she replied. Brandon took the lift down to the ground floor, and gathered the other boys in one of the classrooms to discuss how they were going to pull their plan off. After they had all the details worked out, they went to get some sleep. They were going to stage the breakout in the middle of the night.

A few hours later, there was an explosion in the dungeon, and a few seconds later ten levi-bikes raced out and passed through a hole in the outer wall. As they raced off into the night, heading for Red Fountain, Bloom watched them slowly vanish.

"Good luck," she whispered.

**Thanks for the reviews. You really saved this fic. So, does everyone like the way the story is going? **

**Listens to thundering applause **

**Thank you! Thank you! Well, I'll post the next chapter in a few days. Until then, REVIEW! The more reviews you sent the better the story will turn out. **


	12. Inside Job

**Note: In the last chapter when Brandon got wings, they were Dark Angel wings NOT fairy wings! Sorry for the confusion.**

**Inside Job:**

Riven was on lookout duty. He was freezing, and he still had three hours to go before he could g back inside.

"Why'd I have to do this?" He asked to the night. "Why did Brandon have to get himself caught? He'd probably have been picked for this. I'm freezing my butt off while that slacker's probably chilling in some nice warm Alfea cell."

Suddenly he spotted a dust cloud through his scope. It turned out to be a squad of Red Fountain Levi-bikes. Brandon was leading them. Suddenly one of the bikes blew up, sending its rider into the air. Brandon caught him. Three Dark Angels were chasing the bikes. Riven immediately called out an alert.

"Dark Angels coming in. Their chasing a squad of Levi-bikes. They must have escaped!" He yelled. The boys manning the wall defenses opened fire on the Dark Angels hitting one in the wing. They broke off and went back the way they'd come.

"Open the gates!" Professor Saladin ordered. The gates creaked open, and the bikes came to a stop in front on the stair to he main building. Brandon was the first to remove his helmet. He looked like he'd been in a big fight.

"Are you all right?" Riven asked when he arrived.

"Fine, just a little trouble during our escape," Brandon answered.

"How did you get away?" Saladin asked.

"Bloom tried to break us by making us do hard labor. When it was late and the Dark Angels were drowsy, we broke our chains, stole the bikes and raced here as fast as we could," he replied.

"Dark Angels?" Riven said.

"That's what the girls call themselves now."

"Did you get any useful information while you were there?" Saladin asked.

"Yeah, I learned their new powers come from something called the Oricalcos, and that their going after Cloud Tower Next," he lied. He and Bloom had decided that if everyone thought they were going after Cloud Tower, Red Fountain would be easier to capture.

"I'll infirm Ms. Griffin and Ms. Faragonda right away," Saladin said before disappearing back into the building.

"You all could probably use some rest," Tortadora said. "Take the night off and report to me in the morning."

"Yes sir," Brandon said before the boys went to their rooms. "This is too easy," he said to himself.

Riven was finally relieved and allowed to go back to his room. Hr stopped to get a cup of hot chocolate and collapsed on his bed.

"I'd better inform Darcy about the attack," he said. He reached out with his mind, searching until he found her. "

"What do you have to report?" She asked.

"Brandon just escaped from Alfea. He says Bloom and the girls are coming after cloud tower next."

"We'll be ready. Darcy out," she said, cutting off her mind.

After resting for the night, Brandon and the other boys who had escaped were back in classes as well as planning the defense of Cloud Tower. Saladin had said that they had the greatest amount of experience with the Dark Angels tactics as so were the best boys for the job. This was a great opportunity, now Brandon had direct access to the Red Fountain computer core. After helping to plan a counterattack for an assault that would never happen, Brandon inserted a disk into the main processor. Techna had given it to him. It would upload a program that would allow Techna to control Red Fountains defenses. When the Dark Angels attacked, the defenses would shut down, leaving the school defenseless. Brandon smiled as he removed the disk. "Bloom was right, this isn't even a challenge."

The next morning, Cloud Tower was a hive of activity. The Witches and Red Fountain boys stationed there were ready for the attack Brandon had told them would come sometime in the morning.

"Anything?" Ms. Faragonda asked Timmy. He was looking at some radar setup he'd created when he'd arrived.

"Not yet mam. Brandon said they'd be here sometime in the morning, so it'll probably happen pretty soon," he replied. Suddenly his communicator started beeping. "Timmy here."

"Get everyone to Red Fountain right away!" Professor Saladin yelled. "Brandon's information was wrong. Bloom is coming after Red Fountain. We need support!"

"We're on our way," Timmy replied and cut the connection.

"We must hurry." Ms. Faragonda stated. "Everyone prepare for teleportation. Ms. Griffin and myself will teleport all of us directly to Red Fountain. Stand Together."

Everyone stoop on a group and the teachers called a vortex that dropped them in the center of the Red Fountain courtyard. The attack had just begun but already the Dark Angels were inside the walls. The gates were actually open!

"What happened? Timmy asked when Saladin approached them.

"We don't know. When they approached the defenses shut down and the gates opened. We're trying to hold them but there are too many." He suddenly raised his staff and blocked a blast of lightning. "With you we might stand a chance." Timmy drew his energy pistol and began blasting at a Dark Angel that was shocking three boys. The girl dodged and glared at Timmy, her eyes glowing an angry red.

"That wasn't very nice," she called out, taking to the sky. Timmy's shots missed cleanly. "I think you need to be taught a lesson," she said, blasting at Timmy with bolts of dark red lightning. Timmy raised his shield and blocked them, but the shield short circuited after the blast.

"What the! How did you do that?"

"Oh come on. Did you really think your puny little shield could stand up against one of Bloom's original recruits?" She sent another blast of lightning at him and this time he was hit. He flew across the grass, coming to a sizzling halt twenty feet away.

"Timmy, are you ok," one of the boys asked. He nodded, and then the boy was blown across the yard by an explosion. The dust cleared to reveal Techna. She folded her black angel wings behind her back and peered down at Timmy.

"Hello Timmy," she said, her eyes tined red on the outside. Timmy was stunned.

"Techna, is that you?"

"Of course it's me. I've changed a bit though. You could as well, if you wish," she said.

"You mean join you, I don't think so," Timmy replied. He had had a crush on Techna, but now she was cruel and evil.

"Very well, then prepare to die," she said as she raised an energy pistol and took aim at Timmy's head. Suddenly a net flew out of nowhere and enveloped Techna.

"Dude, you need to pay more attention to what's going on," Riven said as he shouldered a tube weapon.

The boys took a look around and saw that the boys were losing the battle. A closer look revealed that several of the boys were fighting with each other. Riven grabbed one and wheeled him around. It was Brandon.

"Dude, what do you think you're doing?" Riven asked.

"What I'm supposed to," he replied. Riven saw that he had a glowing mark on his forehead.

"Bloom's controlling you, I knew it!'

"Controlling me, no way. We planned this. I disable the defenses and Bloom and the girls walk in and bang! Red Fountain's mine."

"That's right, and he did a fantastic job," a voice said from above them. The boys glanced up and Bloom was hovering above them. "I thought I'd drop in and see how my boyfriend's doing."

"I'm doing fine. I was just about to take Riven here apart," he replied.

"Bring it on dude. I've been waiting for this a long time," he said as he drew his shield and sword. Brandon instead summoned a long black staff out of this air. It was as tall as he was and had the symbol on Brandon's head at the tip.

"Don't just stand there staring," Brandon taunted. That got under Riven's skin. He swung at Brandon who blocked and responded with a kick to Riven's knee. He jumped over it and swung at Brandon again.

"Come on, is that the best you have?" Brandon asked. Riven swung again, this time with enough force to knock Brandon away for a moment. He drew his boomerang and threw at Brandon. He caught it with his staff and broke it in two. While Riven was stunned, Brandon slipped inside his guard and drove the butt end of his staff into Riven's stomach. He doubled over and Brandon hit him in the back of the head, knocking him out.

"Nice work," Bloom complimented as she landed next to Brandon. She had grown. She was now equal to Brandon in height. "So, now that we have the boys on the run, let's round up the teachers." She looked around but the teachers and the boys and witches who had still been fighting had disappeared.

"Damn, where did they go!" She cried. Brandon took her hand.

"Relax; they've probably retreated back to Cloud Tower. We'll get them next time Bloom," he said, hoping to comfort her before she went into a rage.

"I guess you're right. I'll have Techna bring in her drones and we'll get started getting this place into proper shape. It is yours now."

"How could this have happened?" Professor Griffin asked. "We should have been able to beat them!"

"Somehow they managed to shut down our defenses just before they attacked." Saladin replied. "Bloom will come here next you know. We should start getting prepared."

"I may have just the solution we're looking for," Ms. Faragonda said as she entered with a large book in her hands. "This book tells of another time when the power that Bloom possesses was released. There may be something in here about how to defeat it."

"Well, let's get to work. You and I will study the book while Ms. Griffin and our remaining forces prepare for Bloom's attack," Saladin said. Everyone nodded.

"Let's get to work then," Tortadora said.

**What did you think? Sorry it took so long to update. I was on vacation at a place without an internet. Stay tuned for the next chapter and see what the teachers come up with to fight Bloom and the Oricalcos! **


	13. Enter The Dragons

**Enter The Dragons:**

Professors Saladin and Faragonda were in the Cloud Tower book chamber.

"Listen here," Ms. Faragonda said. "Over three thousand years ago, the dark forces of the Oricalcos rampaged across the universe, bringing destruction to all in their path. The forces of good, seeing their doom was at hand, banded together. Combining their magic they created three legendary dragons. Timaeus, dragon of the sky, Harmos, dragon of the earth, and Critius, dragon of darkness. Together, these dragons vanquished the dark armies of the Oricalcos and sealed the magic itself away for all eternity."

"Does the book mention how to summon the dragons? They could be our only hope of defeating Bloom and the Dark Angels," Saladin replied.

"Yes, it will require all of the students to combine their magic and summon the Dragon Orbs. Then you, Ms. Griffin and I will use all our power to unlock the dragons."

"Then let's get to work. We haven't a moment to lose."

At Alfea, now renamed the Dark Academy, Techna relayed the information her spy drone at Cloud Tower had discovered. She was not pleased.

"How could this have happened! Argh!" A table flew across the room and shattered against the wall. "We were nearly ready to invade Cloud Tower!"

"Bloom, why are you so worried? Anything they throw at us will be useless." A fraction of a second later Bloom had her hand around Techna's throat and lifted her off the floor.

"You read the book. The Great Dragons are more than a match for us! Their power will seal us away for all eternity!" Her eyes were blazing with dark energy and her Oricalcos mark was bright. Techna struggled in Bloom's grip.

"Bloom….There may be…..something we can….do. Please…let…me…explain," she whispered, her air almost gone. Bloom released her grip. Techna slumped to the ground, drawing in great breaths.

"I'm sorry Techna, I shouldn't have done that. I'm just so angry that all we've done, all I've done is about to crumble."

"Perhaps not Bloom. I have been looking through the book of the Oricalcos, and I have discovered that we have an army as well."

"We do? Can it defeat the three dragons?"

"Not by itself, but with the help of us and the Great Leviathan it can."

"The Great Leviathan? What is that?"

"The most powerful beast to ever walk the face of reality. It nearly defeated the Great Dragons long ago, but now it has us to empower it," Techna said. Bloom's scowl had been replaced with a dark smile.

"How can we summon them?" She asked.

"All we need do is concentrate the power of all the Dark Angels and breach the walls of their prison. It should be simple."

"Then let's get started. The sooner we have our army the sooner Cloud Tower falls."

Meanwhile at Cloud Tower, the ritual to summon the Legendary Dragons was underway. Every witch and Red Fountain boy was gathered in a massive circle. Three orbs were slowly taking form in the center.

"Keep it up. We're almost there," Faragonda encouraged. She could feel the fatigue of the students, but they had to make this work. Gradually, the orbs solidified and floated to the teachers. "Now, teachers, fallow along with me. Great Dragons of light."

""Great Dragons of light.""

"We call upon your divine might to save our world."

""We call upon your divine might to save our world.""

"Come forth!"

""Come forth!"" The orbs glowed with a blinding light and shot into the sky. When the light faded, the three dragons stood before them. Timaeus bowed to Faragonda, Harmos to Saladin and Critias to Griffin.

"Now that we have the Legendary Dragons, we should march on Alfea. Every minute we sit here gives Bloom more time to strengthen her defenses."

"I agree with Professor Griffin," Saladin said. "From what you told us from the book, Bloom will likely try to summon the army of the Oricalcos soon. When its forces are combined with her own, she will have an army second to none."

"Very well Saladin. We march on Alfea. Teachers, mount your dragons," she called while climbing onto the neck of Timaeus. The other teachers mounted their dragons, and together with the entire army of Cloud Tower and Red Fountain, they set out to retake Alfea and save Bloom and the girls from the Oricalcos.

**What so you think? Will the Legendary Dragons vanquish the Oricalcos, or will Bloom and the Dark Angels prevail and cover all the realms in darkness? That I leave to you. Review and determine the fate of everything in the final chapter of Dark Winx. **

**P.S. Thanks Stormrose for the dragon names**


	14. Final Battle

**Final Battle:**

At the Dark Academy, all the Dark Angels were in the courtyard, clustered around a rift in the air that was steadily growing. A single massive eye could be seen within. Bloom, who was focusing the energy shouted encouragement.

"Come on, keep it up! Just a little more! We're almost there!" The rift was clearing and suddenly gave a blinding flash of light. When it cleared, a monstrous creature was in the air above them. It looked like a dragon but with the body of a serpent. Its single eye focused on Bloom as it lowered itself to the ground. Bloom, showing no signs of fear, walked up to it and met its gaze.

"Great Leviathan, I have summoned you because the enemies of the Oricalcos have conjured the great dragons. We need your power and the power of the Oricalcos army to vanquish our foes. Will you aid us?" She asked. The Leviathan lowered its head to the ground and motioned for Bloom to mount it.

"I thank you Great Leviathan. Now, together let us conjure the Oricalcos army!" The Great Leviathan gave mighty roar and took to the sky. Together, they conjured a portal to the dark realm where the army of the Oricalcos was imprisoned. Bloom used all of her power and the might of the Great Leviathan to break their chains of binding. First one, then another came out of her portal. Soon streams of them were emerging. "Finally, we will be invincible!"

"Bloom," Techna called out. Bloom flew back to the ground.

"What is it?" She asked.

"The Cloud Tower army is approaching," she reported.

"I had hoped to have a little more time, but I suppose we're ready. Let's do this and rid ourselves of our enemies once and for all," she said as her Oricalcos mark burned bright. She turned to the Dark Angels and the Oricalcos army that was still pouring through the portal.

"Servants of the Oricalcos! The time has come to at last claim dominance over this realm and crush our enemies! Prepare for the final battle!" Her army cheered as she mounted the Great Leviathan and lead her forces into battle.

"We're approaching Alfea," Faragonda reported from the back of Tomyas. Their army was nearly at Alfea where they knew they would be in for the fight if their lives. "We'll all go in together. If we can take out Bloom then the Oricalcos spell will be broken. She is the first one to be infused with Oricalcos magic, therefore of we can take it out of her, the spell on the others will fade away."

"Let's do it then," Griffin replied. She was impatient. She couldn't stand associating with Faragonda and Saladin so much. She couldn't wait to start sabotaging their school events again. "All forces move in. Remember your task. Take Bloom down!" Suddenly the Great Dragons shuddered.

"What was that?" Saladin asked.

"Oh no, Bloom's done it. She's summoned the Great Leviathan! We must hurry before she summons the army of the Oricalcos as well," she said as she and Tomyas began to descend.

"Oh your too late for that," a voice said inside their heads. "Much too late." Alfea was coming into view. It looked even darker than before, and Bloom's Dark Angels filled the sky. And that was not all. The great Leviathan carried Bloom and Brandon into battle. Oricalcos soldiers marched out of the front gate, forming ranks.

"This is what we've trained for. Don't lose hope. Now attack!" Saladin ordered, and the two armies joined together in battle. The boys used their bike lasers to take on the Oricalcos soldiers but it did nothing.

"Tomyas, attack!' Faragonda ordered. Tomyas gave a road and spat a stream of fire that destroyed the soldiers, but more kept pouring through the portal. Suddenly, Tomyas dodged a massing burst of flame coming from Bloom.

"You think your little pet dragons can stop me! I don't think so! Great Leviathan destroy her!"

"Tomyas destroy that foul beast!" Faragonda ordered. The beasts' blasts met midway. It was a stand off. Then Bloom began feeding her power to the Leviathan and soon Tomyas and Faragonda plummeted to the ground.

"Now Great Leviathan, finish them both!"

"No, that will not happen!" A new voice said.

"Who said that? Who are you?" Bloom demanded. A pink portal opened and a girl stepped through. She wore blue armor and a tall metal hat. The carried a slam staff that ended in a swirl.

"I am the Dark Magician Girl, ruler of the Dominion of the Beasts. You have caused much destruction and suffering and I will not allow you to continue."

"You can't stop me! Great Leviathan destroy her!" Dark Magician Girl easily dodged the attack. She looked around. The Oricalcos soldiers and Dark Angels were overpowering the Cloud Tower army.

"Yes I can. Great Dragons, I call on your greatest power. Combine yourselves into one and create the Grand Guardian Dragon!" The three dragons glowed a pure white and merges together, creating a new dragon. Its skin was pure white and its wings were sky blue. It had a horn like a Unicorn's of its forehead and its tail was tipped with a glowing sphere. It gave a mighty roar and the Oricalcos soldiers dissolved into dust.

"Even this new creature can't defeat me! Great Leviathan, Brandon, join your powers with mine!' She commanded. "Now, prepare to meet your end! Black Seal!' She yelled. A massive web of energy headed for the Guardian dragon. It countered with a blast of its own. This time though it was Bloom's attack that was driven back.

"This is impossible! No one can stand against the might of the Oricalcos!"

"It's all right Bloom. It's time to wake up from this nightmare," Faragonda said as the Guardian Dragon's attack overwhelmed Bloom's. She and the Leviathan gave scream of race and sadness. Brandon hugged Bloom.

"No matter what happens, we'll always be together," he promised. Bloom grasped him back. The great Leviathan vanished, sealed away once again. Bloom seemed to shimmer for a moment, then a shadow seemed to separate from her (like what Bakura did to the yu-gi-oh gang of Duelist Kingdom). Then a great blast of light blinded everyone. When it cleared, all traces of the Dark Angels and The army of the Oricalcos were gone, except for the crystals that rested beside the former Dark angels. Each was a perfect sphere and had its own color. Gradually everyone began to wake up.

"Oh, my head," Bloom said as she opened her eyes. Brandon woke up as well. They were still holding each other. They blushed and released each other. Dark Magician Girl came over to the teachers.

"It is over. The Oricalcos has been defeated. I thank you for your help."

"It is we who should be thanking you. Without your assistance we would never have been able to save Bloom and the others."

"I will take the book with me back to my world. There it will be safe from those who would misuse its power." She said as she stepped back through her portal. "Good by my friends." The portal closed and she was gone. Bloom walked up to Ms. Faragonda.

"Ms. Faragonda I'm so sorry for what I've done." She said. "All I wanted was to become stronger. I had no idea it would turn out like this. I'm so sorry!' She cried, falling into Faragonda's arms. She held her and patted her back.

"It's all right Bloom. There was no way you could have known what that book would do to you. Everything's going to be fine," she said. Brandon came up beside them.

"She's right Bloom. Now that you've been set free and the book's gone everything can get back to normal."

"I feel so tired," Bloom said.

"Come on, I'll help you to your room," Brandon offered. Bloom took his hand and leaned on him as they walked through the once again normal halls of Alfea.

Back outside, the teachers were gathering up the crystals that had been left behind by the Dark Angels. They agreed to lock them up in the Alfea vault and never speak of them again.

"Well, here we are," Brandon said as he and Bloom arrived at her dorm room. "I'll call you later." He moved to leave but Bloom held his arm.

"I never thanked you for staying with me. Even when I made you a Dark Angel you stuck with me. I just want to thank you."

"Your welcome. I knew that if I just kept trying eventually we'd be free." Bloom and Brandon gazed into each others eyes for a long moment. Gradually they moved closer until their lips met. A minute later they pulled apart. Both were blushing heavily. "Well, I'll see you later," Brandon said as he walked away. "Maybe we can go out of a date sometime."

"You bet," Bloom replied. Finally, things were getting back to normal, but now she really did have a boyfriend.

**THE END**

So did everyone like the ending? Sorry if I made it a bit mushy at the very end. I hope you liked the story. I may do a sequel where the witches steal the Dragon Fire and imprison Bloom and they have to revive the Dark Angels. Only they managed to purge them of evil and now they are good. Tell me if you think it's a good idea. Until then, see ya.

P.S. Thanks to Serpent Hand for the idea of having Dark Magician Girl coming in and saving the day. Also, I haven't seen the Yu-Gi-Oh movie, so if any of you reviewers have send me an e-mail about it. Thanks! The story itself should get started in the second week of June because I've got to finish a mammoth project.

ENTILZA


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